[Zheng Feng] Private Placement of Domestic Secured Convertible Bonds
Zheng Feng's Board of Directors has approved a private placement of domestic secured convertible bonds. The issuance is expected to convert up to 30 million shares, aiming to raise operating funds and improve the financial structure.
📋 Article Processing Timeline
- 📰 Published: May 12, 2026 at 09:00
- 🔍 Collected: May 13, 2026 at 08:00 (23h 0m after Published)
- 🤖 AI Analyzed: May 13, 2026 at 11:35 (3h 35m after Collected)
1. Date of Board of Directors' Resolution: 115/05/12
2. Name of Corporate Bond: Private Domestic Secured Convertible Bonds
3. Total Issuance Amount:
The number of common shares issuable upon conversion of the private convertible bonds shall be handled after deducting the amount of privately placed preferred shares from within the scope of 30,000,000 shares.
4. Face Value Per Bond: NT$100,000, issued at par value.
5. Issue Price: The issue price shall not be lower than 80% of the theoretical price.
6. Issuance Period: 7-10 years, to be determined by the Board of Directors based on market conditions.
7. Interest Rate:
Tentatively set at 0-2% per annum, to be determined by the Board of Directors based on market conditions.
8. Type, Name, Amount of Collateral, and Agreement Terms:
This private convertible bond is registered and secured.
9. Use of Proceeds and Implementation Plan:
To supplement operating funds, improve financial structure, or other funding needs for the company's future development.
10. Bond Trustee: To be determined.
11. Guarantor: To be determined.
12. Paying Agent: To be determined.
13. Put Option Terms: Proposed to be authorized by the Shareholders' Meeting to the Board of Directors in accordance with relevant regulations.
14. Call Option Terms: Proposed to be authorized by the Shareholders' Meeting to the Board of Directors in accordance with relevant regulations.
15. For bonds with conversion, exchange, or subscription rights, the conversion base date: To be determined.
16. For bonds with conversion, exchange, or subscription rights, potential dilution of equity: To be determined.
17. For convertible or subscription bonds, the potential impact on the shareholding ratio of listed common shares after the private convertible bonds are delivered and assuming all are converted or subscribed into common shares (Number of listed common shares A, A/issued common shares): To be determined.
18. If the estimated listed common shares in the preceding paragraph are less than 60 million shares and less than 25%, please explain the measures to address low equity liquidity:
The private secured convertible bonds can only be converted starting from the day after five full years from issuance. The company will strive to improve its operational status within the term and comply with the regulations of the competent authorities and the Taiwan Stock Exchange for public or private offerings to supplement public issuance, thereby increasing the proportion of listed common shares.
19. Other Matters to be Notified:
The conversion price of this private convertible bond shall not be lower than the simple arithmetic average of the closing price of the company's common shares on one, three, or five business days before the pricing date, less the ex-rights and ex-dividend adjustments for bonus share issuance and ex-reduction adjustments for capital reduction, plus the adjusted share price. Or (2) 80% of the closing price of the company's common shares on the pricing date, less ex-rights and ex-dividend adjustments for bonus share issuance and ex-dividend adjustments for capital reduction. The actual price will be proposed to the Shareholders' Meeting to authorize the Board of Directors to set it in accordance with relevant laws and regulations. Adjustments to the conversion price are also authorized to the Board of Directors.
2. Name of Corporate Bond: Private Domestic Secured Convertible Bonds
3. Total Issuance Amount:
The number of common shares issuable upon conversion of the private convertible bonds shall be handled after deducting the amount of privately placed preferred shares from within the scope of 30,000,000 shares.
4. Face Value Per Bond: NT$100,000, issued at par value.
5. Issue Price: The issue price shall not be lower than 80% of the theoretical price.
6. Issuance Period: 7-10 years, to be determined by the Board of Directors based on market conditions.
7. Interest Rate:
Tentatively set at 0-2% per annum, to be determined by the Board of Directors based on market conditions.
8. Type, Name, Amount of Collateral, and Agreement Terms:
This private convertible bond is registered and secured.
9. Use of Proceeds and Implementation Plan:
To supplement operating funds, improve financial structure, or other funding needs for the company's future development.
10. Bond Trustee: To be determined.
11. Guarantor: To be determined.
12. Paying Agent: To be determined.
13. Put Option Terms: Proposed to be authorized by the Shareholders' Meeting to the Board of Directors in accordance with relevant regulations.
14. Call Option Terms: Proposed to be authorized by the Shareholders' Meeting to the Board of Directors in accordance with relevant regulations.
15. For bonds with conversion, exchange, or subscription rights, the conversion base date: To be determined.
16. For bonds with conversion, exchange, or subscription rights, potential dilution of equity: To be determined.
17. For convertible or subscription bonds, the potential impact on the shareholding ratio of listed common shares after the private convertible bonds are delivered and assuming all are converted or subscribed into common shares (Number of listed common shares A, A/issued common shares): To be determined.
18. If the estimated listed common shares in the preceding paragraph are less than 60 million shares and less than 25%, please explain the measures to address low equity liquidity:
The private secured convertible bonds can only be converted starting from the day after five full years from issuance. The company will strive to improve its operational status within the term and comply with the regulations of the competent authorities and the Taiwan Stock Exchange for public or private offerings to supplement public issuance, thereby increasing the proportion of listed common shares.
19. Other Matters to be Notified:
The conversion price of this private convertible bond shall not be lower than the simple arithmetic average of the closing price of the company's common shares on one, three, or five business days before the pricing date, less the ex-rights and ex-dividend adjustments for bonus share issuance and ex-reduction adjustments for capital reduction, plus the adjusted share price. Or (2) 80% of the closing price of the company's common shares on the pricing date, less ex-rights and ex-dividend adjustments for bonus share issuance and ex-dividend adjustments for capital reduction. The actual price will be proposed to the Shareholders' Meeting to authorize the Board of Directors to set it in accordance with relevant laws and regulations. Adjustments to the conversion price are also authorized to the Board of Directors.